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Master Services Agreement

Terms and Conditions

Mymofaz Solutions Ltd. Master Technology & Professional Services Agreement

Last Updated: September 14, 2026·Governing Law: Federal Republic of Nigeria

These Master Terms and Conditions (“Agreement” or “Terms”) govern your access to and use of the website located at www.mymofazsolutions.com, all software design, full-stack engineering, cloud architecture, and artificial intelligence solutions provided by Mymofaz Solutions Limited (RC 6895964), a private company limited by shares incorporated in Nigeria under the Companies and Allied Matters Act 2020 (“Mymofaz”, “we”, “us”, or “our”), as well as our proprietary venture studio platforms.

By browsing our website, accessing our digital platforms, booking technical consultations, engaging our advisory services, or executing a Statement of Work (“SOW”) with Mymofaz Solutions Ltd, you (“Client”, “User”, “you”, or “your”) acknowledge that you have read, understood, and agreed to be legally bound by these Terms.

  1. 1. Scope of Technology & Professional Services

    Mymofaz Solutions delivers enterprise digital engineering, artificial intelligence agent integration, web and mobile platform development, cloud DevOps orchestration, and technical advisory services.

    • All project implementations are executed according to mutual technical milestones, industry architectural standards, and automated testing benchmarks.
    • Mymofaz reserves the right to employ qualified senior software architects, vetted subcontractors, and specialized technical personnel to execute deliverables under our direct management.
  2. 2. Statements of Work (SOW) & Change Requests

    Individual engagements are formalized through dedicated Statements of Work, discovery briefs, or agile sprint contracts detailing scope, deliverables, timelines, and commercial consideration.

    • Order of Precedence: In the event of a direct conflict between these Terms and a signed SOW, the specific terms of the executed SOW shall prevail for that engagement.
    • Scope Changes: Any material changes to project requirements, functional architectures, or feature sets must be documented in a written Change Order specifying schedule and cost adjustments prior to implementation.
  3. 3. Intellectual Property (IP) Rights & Code Ownership

    We firmly uphold client ownership of customized intellectual property:

    • Client Work Product Ownership: Upon full and final settlement of all milestone fees associated with an SOW, the Client receives 100% exclusive worldwide ownership of all bespoke source code, UI/UX designs, database schemas, and documentation engineered specifically for the Client (“Deliverables”).
    • Background IP & Tools: Mymofaz retains all rights to its pre-existing libraries, proprietary workflow scaffolds, boilerplates, open-source dependencies, and generalized algorithms (“Background IP”). To the extent Background IP is embedded in Deliverables, Mymofaz grants the Client a perpetual, irrevocable, royalty-free, non-exclusive license to use, maintain, and modify such elements.
    • Proprietary Venture Studio Platforms & Products: All proprietary software platforms, digital products, trademarks, algorithms, models, and web/mobile applications conceived, developed, or operated by Mymofaz Solutions Ltd — including without limitation GetSureSpace (our verified rental and PropTech ecosystem) and StyleSnap (our generative AI fashion intelligence and virtual try-on studio) — are the sole, exclusive intellectual property of Mymofaz Solutions Ltd. Access to or commercial use of our proprietary ventures is governed by their respective platform terms of service and end-user license agreements. Nothing in these Terms grants any client or user any ownership, licensing rights, or equity in Mymofaz proprietary ventures unless explicitly executed under a separate co-venture or equity agreement.
    • Portfolio & Attribution: Unless explicitly restricted by a signed Non-Disclosure Agreement (NDA), Mymofaz retains the right to display project screenshots, name the Client, and publish anonymized case studies referencing public results.
  4. 4. Confidentiality & Non-Disclosure (NDA)

    Both parties agree to treat all non-public technical, commercial, financial, and strategic information disclosed during negotiations and project execution as strictly confidential:

    • Confidential Information shall not be disclosed to any third party without prior written authorization, except to employees, legal counsel, and technical sub-processors bound by equivalent confidentiality obligations.
    • Confidentiality obligations survive termination of this Agreement for a period of three (3) years (and indefinitely for trade secrets and proprietary source code).
  5. 5. Client Responsibilities & Acceptance Testing

    Successful project execution requires active stakeholder collaboration:

    • The Client agrees to provide timely access to necessary API credentials, third-party accounts, brand assets, and technical documentation required for development.
    • Acceptance Period: The Client shall have ten (10) business days from the delivery of a milestone or sprint release to test and either approve the deliverable or provide a detailed written notice of non-conformity. If no notice is provided within ten business days, the deliverable is deemed accepted.
  6. 6. Invoicing, Payment Terms & Late Fees

    Financial consideration for services is structured as follows:

    • Invoices are issued according to the milestones specified in the SOW or monthly for retainer engagements, payable within fourteen (14) calendar days of receipt.
    • All payments are due net of wire fees, currency conversion charges, and applicable withholding taxes.
    • Overdue balances may incur interest at the rate of 1.5% per month (or the maximum permitted by applicable law) until settled in full. Mymofaz reserves the right to suspend development or withholding repository access if undisputed invoices remain past due for more than 15 calendar days.
  7. 7. Warranties, Bug Fixes & Service Level Commitments

    We stand behind the engineering excellence of our code:

    • 30-Day Post-Launch Warranty: Mymofaz provides a 30-day warranty following final production release during which we will resolve any reproducible defects, broken links, or architectural bugs in the Deliverables at zero additional charge.
    • Exclusions: The warranty excludes issues caused by third-party API deprecations, unauthorized code modifications made by the Client or third-party developers, hosting server failures outside Mymofaz management, or client misuse.
    • Disclaimer of Implied Warranties: Except as expressly stated herein, all services and deliverables are provided “as is” without implied warranties of merchantability, fitness for a particular purpose, or uninterrupted operation.
  8. 8. Limitation of Liability

    To the maximum extent permitted by applicable law:

    • No Consequential Damages: Neither party shall be liable to the other for indirect, special, punitive, incidental, or consequential damages, including loss of profits, revenue, data, business goodwill, or operational downtime, even if advised of the possibility of such damages.
    • Aggregate Liability Cap: In no event shall the total aggregate liability of Mymofaz Solutions arising out of or related to this Agreement exceed the total fees actually paid by the Client to Mymofaz under the specific SOW giving rise to the claim during the preceding six (6) months.
  9. 9. Mutual Indemnification

    Mymofaz agrees to defend and indemnify the Client against third-party claims asserting that our original Deliverables infringe any valid patent, copyright, or trademark, provided that the Client promptly notifies Mymofaz in writing and grants us sole control of defense. The Client agrees to indemnify Mymofaz against claims arising from client-provided materials, proprietary datasets, or unauthorized modifications.

  10. 10. Termination & Cancellation

    Either party may terminate an active SOW or this Agreement:

    • For convenience by providing thirty (30) calendar days prior written notice to the other party.
    • Immediately upon written notice if the other party commits a material breach and fails to cure such breach within fourteen (14) days of receiving written notice.
    • Upon termination, the Client shall compensate Mymofaz for all work performed and non-cancelable expenses incurred up to the effective termination date.
  11. 11. Governing Law & Dispute Resolution

    This Agreement, and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims), shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.

    • The parties shall first attempt in good faith to resolve any dispute arising out of or in connection with this Agreement through executive-level negotiations between authorized corporate representatives.
    • If the dispute is not resolved within thirty (30) days of commencement of discussions, each party irrevocably agrees that the courts of Lagos State, Nigeria shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement.
  12. 12. Force Majeure & Severability

    Neither party shall be held liable for performance delays or failures resulting from events beyond reasonable control, including acts of God, global network outages, labor disputes, civil unrest, war, pandemics, or governmental restrictions. If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

  13. 13. Legal Inquiries & Official Notices

    All formal legal notices and contractual inquiries under this Agreement should be directed to our legal affairs desk:

    Legal & Contracts Desk[email protected]
    Corporate OfficeMymofaz Solutions Limited · RC 6895964 · Lagos, Nigeria